Current Report Filing (8-k)
October 21 2019 - 1:31PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
October 21, 2019 (October 15, 2019)
TMSR Holding Company Limited
(Exact name of Company as specified in charter)
Nevada
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001-37513
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47-3709051
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(State or other jurisdiction of
incorporation)
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(Commission File No.)
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(IRS Employer
Identification No.)
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A101 Hanzheng Street City Industry
Park,
No.21 Jiefang Avenue, Qiaokou District, Wuhan,
Hubei, China 430000
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(Address of Principal Executive Offices)
(Zip code)
+86-022-5982-4800
(Company’s Telephone number including
area code)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001
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TMSR
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Nasdaq Capital Market
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Warrants to purchase one-half of one share of Common Stock
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TMSRW
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OTC Pink
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Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
October 15, 2019, TMSR Holding Company Limited (the “Company”) received a notification letter from the Nasdaq
Listing Qualifications Staff of The NASDAQ Stock Market LLC (“Nasdaq”) notifying the Company that the minimum
bid price per share for its common shares has been below $1.00 for a period of 30 consecutive business days and the Company therefore
no longer meets the minimum bid price requirements set forth in Nasdaq Listing Rule 5550(a)(2).
The
notification received has no immediate effect on the listing of the Company’s common stock on Nasdaq. Under the Nasdaq Listing
Rules, the Company has until April 13, 2020 to regain compliance. If at any time during such 180-day period the closing bid price
of the Company’s common shares is at least $1 for a minimum of 10 consecutive business days, Nasdaq will provide the Company
written confirmation of compliance.
If
the Company does not regain compliance during such 180-day period, the Company may be eligible for an additional 180 calendar days,
provided that the Company meets the continued listing requirement for market value of publicly held shares and all other initial
listing standards for Nasdaq except for Nasdaq Listing Rule 5550(a)(2), and provide a written notice of its intention to cure this
deficiency during the second compliance period, by effecting a reverse stock split, if necessary.
The
Company, by filing this Form 8-K, discloses its receipt of the notification from Nasdaq in accordance with Nasdaq Listing Rule
5810(b).
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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TMSR HOLDING COMPANY LIMITED
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Date: October 21, 2019
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By:
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/s/ Yimin Jin
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Name:
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Yimin Jin
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Title:
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Chief Executive Officer
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